YA II PN discloses option to acquire 2.5 million Ives Ultra AI shares via Schedule 13D filed 30 October 2026
The Schedule 13D filed by YA II PN, Ltd. on 30 October 2026 discloses an option agreement giving the fund the right to acquire half of Ultra AI Holdings LLC, the entity that holds 5,000,000 shares of Ives Ultra AI Opportunities Inc.
Written and published automatically by the Loro Intelligence Engine from public records. No editor reviewed this before publication.
YA II PN, Ltd. filed a Schedule 13D on 30 October 2026 disclosing an option agreement, dated 2 September 2026, to acquire 50 percent of Ultra AI Holdings LLC, which holds 5,000,000 shares of Ives Ultra AI Opportunities Inc., with YA II stating it intends to exercise the $100,000 option and demand distribution of 2,500,000 shares on or immediately following 30 December 2026.
- Filer
- YA II PN, Ltd.
- Issuer
- Ives Ultra AI Opportunities Inc.
- Filing date
- 30 October 2026
- Option exercise price
- $100,000
- Shares to be distributed on exercise
- 2,500,000 shares
YA II PN, Ltd. filed the Schedule 13D on 30 October 2026 disclosing that on 2 September 2026 it entered an Option Agreement with Ultra AI Holdings LLC, described in the filing as the Grantor. The filing states the Grantor owns 5,000,000 shares of Ives Ultra AI Opportunities Inc. Under the agreement, YA II can acquire newly issued membership interests in the Grantor so that, once exercised, it will hold 50 percent of the Grantor's outstanding membership interests, at an exercise price of $100,000.
The filing states the option may be exercised starting 90 days after the closing of the issuer's initial public offering, which it says occurred on 1 October 2026. Immediately after exercise, YA II may demand distribution of its pro rata share of the Grantor's shares, amounting to 2,500,000 shares. The filing states YA II intends to exercise the option and demand that distribution on or immediately following 30 December 2026, and that it intends to fund the exercise price with working capital.
The Schedule 13D also discloses that YA II is a member of Ives Ultra Capital Management LLC, described as the issuer's investment manager, and has the right to appoint one Manager to that firm's Board of Managers. It states YA II has appointed Dan Ives to that role, and that Mr Ives is an employee of Yorkville Ives & Co., LLC, described as an affiliate of YA II.
On the purpose of the holding, Item 4 of the filing states the Reporting Persons have engaged and intend to continue engaging in communications with the issuer's board and management regarding opportunities to enhance stockholder value, and intend to discuss their views with the issuer, its stockholders and other market participants. It adds that depending on factors including the issuer's financial position, investment strategy, share price levels and market conditions, the Reporting Persons may take further actions including proposals on capital allocation, capitalization, ownership structure, a sale of the issuer in whole or in part, or board composition.
The filing does not state YA II's current percentage ownership of the issuer's outstanding shares.
Primary sources
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